[[caption-width-right:350: ''The itsy bitsy spider climbed down onto the train\\
Then came the fight scene that blew us all away!'']]

* "[[AC:HesBack]]"
* The ''entire'' train sequence. And just about anything involving Doctor Octopus.
** In particular, Doc Ock shoves Spider-man through the train window and attempts to pull him back out, but the hero keeps himself in barely. Then, right above the passengers' heads, Spider-man moves to another post and horizontally swings 360 to smash outside the next-over window... ''and in'' '''mid-crash''''', shoots his webbing at the side of the train, instantly and effortlessly sticking himself to the side to continue the battle.''
** Spider-Man ''stops a speeding train''. An '''''entire train''''', by himself. This is easily among the most Herculean feats of strength he's ever committed, in ''all'' continuities, though it may be due to the sheer durability of his webbing. He's clearly in physical agony doing so, yet ''nothing will stop him from saving his city and its people''.
* Doctor Octopus gets his own crowning moment by responding to the civilians. Long story short, the civilians say "If you want to get to him, you'll have to go through me." Ock simply replies "Very well" and flashes a big ol' grin. Then he simply holds them out of the way with his arms.
* It's not Spidey saving an entire trainload of people from horrible death (who then save him). It's not the civilians (later) standing up to Doc Ock (though both are awesome). Then Peter realizes his mask got lost and has a little moment of panic and the two kids say 'We won't tell nobody'. The others agree.
** Made more awesome by that one guys shocked reaction, realising the sort of person who routinely risks his life to save them.
--> '''Passenger''': He's... just a ''kid!'' No older than my son!
* "Shame on you." You just know Doc Ock's in for it when Aunt May shows disgust towards underhanded sneak attacks... in more ways than one. Aunt May's Moment of Awesome was smacking Doc Ock's head with her umbrella handle, temporarily distracting him ''and'' breaking his sunglasses, while both are at least two dozen stories high (300 feet up at least). She had the theater crowd cheering.
** Another awesome moment for Ock is when Mary Jane attempts the same thing at the film's climax... and Ock disarms her without even turning around. [[TaughtByExperience Doc Ock is a genius, and he learns from his mistakes.]]
* Four words: "Go get 'em, tiger."
* [[RedemptionEqualsDeath "I WILL NOT DIE A MONSTER!"]]
* As far as the licensed game goes, the devs got one just for the fact that they made a movie tie-in game that's actually good. And not just good but one of the best Superhero-based games ever made!
* Peter saving a little girl from a fire [[spoiler: without his powers]].
** One goes to the little girl for cheerfully pulling Peter to safety when he's briefly trapped.
* Creator/StanLee's [[TheCameo cameo]]: saving a woman from falling debris.